www.seaportentertainment.com<\/a>.<\/p>\nSafe Harbor and Forward-Looking Statements<\/b><\/p>\n
\nThis press release includes forward-looking statements within the meaning of the federal securities laws. Such forward-looking statements include, but are not limited to, statements concerning the Company\u2019s plans, goals, objectives, outlook, expectations, and intentions. Forward-looking statements are based on the Company\u2019s current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Factors that could cause the Company\u2019s results to differ materially from current expectations include, but are not limited to: risks related to macroeconomic conditions; risks related to the impact of tariffs and global trade disruptions on the Company and its tenants, including impacts on inflation, interest rates, supply chains and consumer sentiment and spending; changes in discretionary consumer spending patterns or consumer tastes or preferences; risks associated with the Company\u2019s investments in real estate assets and trends in the real estate industry; the Company\u2019s ability to obtain operating and development capital on favorable terms, or at all; the availability of debt and equity capital; the Company\u2019s ability to renew its leases or re-lease available space; the Company\u2019s ability to compete effectively; the impact of uncertainty around, and disruptions to, the Company\u2019s supply chain; risks related to the concentration of the Company\u2019s properties and operations in New York City and the Las Vegas area; social, political and economic instability, unrest and other circumstances beyond the Company\u2019s control which could adversely affect the Company\u2019s business operations; adverse changes in laws or regulations governing the Company\u2019s operation, changes in the interpretation thereof, or newly enacted laws or regulations could require changes to the Company\u2019s business practices, adversely impact the Company\u2019s revenues and\/or impose additional costs on the Company; extreme weather conditions or climate change that may cause property damage or interrupt business; the impact of water and electricity shortages on the Company\u2019s business; the Company\u2019s ability to successfully identify, acquire, develop, and manage properties on terms that are favorable to it; the contamination of the Company\u2019s properties by hazardous or toxic substances; catastrophic events or geopolitical conditions that may disrupt the Company\u2019s business; actual or threatened terrorist activity and other acts of violence, or the perception of a heightened threat of such events; losses that are not insured or that exceed the applicable insurance limits; risks related to the disruption or failure of information technology networks and related systems \u2013 both the Company\u2019s and those operated and managed by third parties; the Company\u2019s ability to attract and retain key personnel; the Company\u2019s inability to control certain properties due to the joint ownership of such property and inability to successfully attract desirable strategic partners, including joint venture partners; risks related to the concentration of ownership of the Company\u2019s common stock by Pershing Square; risks related to the Company\u2019s separation from, and relationship with, Howard Hughes Holdings Inc. (\u201cHoward Hughes\u201d); and the other factors detailed in the Company\u2019s filings with the SEC. Forward-looking statements speak only as of the date of this press release. The Company is under no obligation to publicly update or revise and forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.<\/p>\n
Non-GAAP Financial Measures<\/b><\/p>\n
\nOur reported results are presented in accordance with accounting principles generally accepted in the United States of America (\u201cGAAP\u201d). We also disclose Non-GAAP Adjusted Net Loss Attributable to Common Stockholders and Non-GAAP Adjusted Net Loss Attributable to Common Stockholders Per Share, each of which are non-GAAP financial measures. We believe these non-GAAP financial measures are useful to investors because they provide a meaningful supplement to the Company\u2019s operating performance and period-over-period changes without regard to certain potential distortions or certain non-cash items.<\/p>\n
\nNon-GAAP Adjusted Net Loss Attributable to Common Stockholders and Non-GAAP Adjusted Net Loss Attributable to Common Stockholders Per Share do not represent cash generated from operating activities and are not necessarily indicative of cash available to fund cash requirements. Accordingly, they should not be considered alternatives to net loss as a performance measure or cash flows from operating activities as reported on our statement of cash flows as a liquidity measure and should be considered in addition to, and not in lieu of, GAAP financial measures.<\/p>\n
\nTo derive Non-GAAP Adjusted Net Loss Attributable to Common Stockholders, GAAP net loss attributable to common stockholders is adjusted to exclude depreciation and amortization, as well as gains and losses from the sale of assets, gains or losses on extinguishment of debt, and provisions for impairment, and these adjustments include the pro rata share of such adjustments of unconsolidated subsidiaries. Additionally, adjustments are made for non-cash revenues and expenses such as straight-line rental revenue and expenses, amortization of above- and below-market lease related intangibles, and non-cash compensation; other non-recurring items such as termination fees, leadership transition costs, corporate restructuring costs, and legal settlements; and certain capitalized items such as capitalized interest. Please see the reconciliation table provided in this press release for a reconciliation of Non-GAAP Adjusted Net Loss Attributable to Common Stockholders and Non-GAAP Adjusted Net Loss Attributable to Common Stockholders Per Share to the most directly comparable GAAP measure of net loss.<\/p>\n
Availability of Information on SEG\u2019s Website and Social Media Channels<\/b><\/p>\n
\nInvestors and others should note that SEG routinely announces material information to investors and the marketplace using SEC filings, press releases, public conference calls, webcasts and the SEG Investor Relations website. The Company uses these channels as well as social media channels (e.g., LinkedIn www.linkedin.com\/company\/new-york-seaportentertainment<\/a>) as a means of disclosing information about the Company’s business to our customers, employees, investors, and the public. While not all of the information that the Company posts to the SEG Investor Relations website or on the Company’s social media channels is of a material nature, some information could be deemed to be material. Accordingly, the Company encourages investors, the media, and others interested in SEG to review the information that it shares through its website and on the Company’s social media channels. Users may automatically receive email alerts and other information about the Company when enrolling an email address by visiting “Email Alerts” in the “Resources” section of the SEG Investor Relations website at https:\/\/ir.seaportentertainment.com\/resources\/email-alerts<\/a>. The contents of these websites are not incorporated by reference into this press release or any report or document SEG files with the SEC, and any references to the websites are intended to be inactive textual references only.<\/p>\n
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